Shazam: Lightning Strikes
by RaekaAmarok
Summary: Billy Batson has bounced from foster home to foster home for most of his life. After the cops discovered he was living in an abandoned subway station, he was forced to move into the newly opened Lex Luthor's Halfway Home for Boys (a collaborative project between Lex Luthor and Dr. Sivana to help orphaned children). It seems too good to be true. Miracles don't come for free.
1. Issue 1

Disclaimer: all characters and locations are owned by DC. This is part 1 of 2

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Billy shifted in the blistering metal chair as the sun above them boiled the asphalt below. The sweat that beaded all over his body turned him into a sticky mess. His black bangs clung to his eyebrows as they funneled salty beads into his eyes and down the back of his neck. Similar goo made his underwear ride up his crack so badly he almost prefered receiving a wedgie. Billy didn't even want to think of the state of his shirt. The crimson tee clung to his back and was soiled beyond redemption.

One glance at the crowd of boys around him told a similar story. Dozens of boys aging from five to seventeen sat in neat rows as they were surrounded by crowds and cameras. A brick building loomed before them, cruelly casting it's shadow away from them. Dozens of windows gleamed in the sunlight; clean, new, and cold. A ribbon tied the double wooden doors together. Above them, blocked letters were etched into the concrete: Luthor's Halfway House for Boys. A podium stood on the sidewalk in front of the doors and all eyes were trained on the bald man in a business suit. He smiled and waved to the cameras, who loved him back with every flash.

"People of Fawcett City." Lex Luthor began. "We are here today to celebrate the first of what I hope to be the start of a new life for young children across the country. So many of our youth are left homeless and without an adult to care for them. To provide for them. Well, I say no longer." The crowd began to cheer and Billy clapped lazily. "With the help of Dr. Sivana and Sivana Industries, we have begun the Luthor's Halfway House initiative. The homes will provide a safe place for disenfranchised youth of both sexes and all genders to sleep and eat. With the cooperation of the state, local charities, and nearby hospitals we will be able to provide these children not only with proper medication and regular check ups, but with necessary psychiatric treatment and therapy to help them cope with their situations. The hope is that these homes will only be but a pit stop. A safe place for them until they can be placed into loving foster families or adopted into permanent homes." Another cheer and Billy was ready to puke.

"We chose to start our efforts in Fawcett City for one reason. This city has the highest number of homeless children in the country. But it is not the only city. We have failed our children. No more. Within a few months, more Halfway Houses will be built around the country. Including in my own city of Metropolis." Right. Because he was just so concerned about the welfare of children. Never mind all the positive press this would give him. Billy sneered. Luthor's stocks were probably doubling with just this corny speech.

"Now, without further ado, I'd like to present my esteemed colleague and friend, for the ceremonial ribbon cutting, Dr. Sivana." What was it with being rich and bald? Dr. Sivana was a bespectacled older gentleman that looked like he had crawled out of a B-rated sci-fi horror movie. Compared to the younger, charisma oozing Lex, Dr. Sivana was a short stick of a man. The giant scissors in his hands didn't help his image at all. He quietly shuffled towards the doors and snipped, sparking another thunderous applause. With the way people were cheering, one could have easily thought it was their home that had just been opened. Instead, the true tenants sat in the middle of the rucus clapping sullenly, save for a few of the younger and more naive among them. The rest knew better. Billy knew better. Miracles don't come for free.

Despite the pretense of the ribbon cutting, the ceremony was far from over. Several of the more optimistic kids from the crowd gave speeches and various dignitaries offered their thoughts to the crowd. Billy melted further into his chair with every new speech. Many of the boys passed the time through silent games, making various hand gestures and faces at each other. On the final speech, Billy joined in, miming the words in the most ridiculous manner he could think of. The boys around him snickered, and the next kid picked up the game.

Billy watched with an amused smirk as he absentmindedly picked at the bandaid on the crook of his elbow. All of the boys sported similar marks. Part of the deal for living in the home was they all had to have checkups, shots, blood tests, and a psychological evaluation. Some trite about ensuring the communal health of the home. If it wasn't for the judge's orders, he wouldn't have bothered to put up with any of it.

After the speeches came dinner. Dinner wasn't so bad. Despite the cameras and social workers, he actually found himself enjoying the food. Roasted chicken. Dry. Steamed vegetables. Mushy. Mashed potatoes. Hard. As well as a salad full of mushrooms and beans for some odd reason. But all things considered, it was leagues better than his normal dinner of a stale bag of chips or stolen donuts. Billy barely chewed as he shoveled everything he could into his gaping mouth. His belly was a distended mess by the time the dinner was completed.

At last, the ceremony was over. Groaning, he pushed himself to his feet and followed the line of boys into the building. The whole complex was set up like a jail house. Identical rooms with four identical bunks and matching dressers filled each room. Billy made his way to the third floor and chose a room next to the staircase. Two boys were already inside the room. Billy half-heartedly waved to them and they just shrugged back. They looked to be about four or five years older than him and a good foot taller too. Fourteen if he had to guess. Turning, Billy chose a bunk on the other side of the room; as far away from them as possible.

"Top bunks mine!" Billy jumped. Standing in the doorway was a skinny boy around his age. His dark skin was only rivaled by the thick, black mesh of hair that extended about two inches from his skull. He wore a baggy green tee and khakis. Billy blinked at him.

"What?"

"I said, top bunk's mine. I called dibs." The boy strode into the room and patted the pole. The two teens snickered. Billy glanced incredulously at the bunk and considered arguing. It wasn't like all the beds were full yet, so didn't matter all that much. But dibs were dibs.

"Whatever," Billy shrugged. He half fell onto the mattress and the springs practically bounced him back to his feet. Billy's nails dug into the stiff sheets. "I don't mind bottom."

"Great!" The other boy clamored into the top bunk and dangled his head over the side. "Name's Scott Cooper. Eleven. Oh! And I snore. Hope you don't mind."

"Billy Batson. Ten. And I'll kick you if you snore."

"So I'll snore louder." Scott squeezed his eyes shut and pretended to snore. Billy pushed his face away, but that only seemed to encourage Scott. He leaned over farther and snored even louder. Slobber dribbled down his cheek.

"Grrooosss," Billy laughed.

"You're face is gross." Scott teased.

"Yeah, well your shirt is gross."

"That doesn't count. Everyone's shirt is gross."

"Hey, morons. Shut up." Billy shot a glare at the teens and Scott frowned.

"It's a free country." said Scott.

"It's a free country," one of the teens mockingly parroted.

"So I guess that means I'm free to rearrange your face." The other proclaimed as he took a few steps forward. Billy got to his feet. "You got something to say?"

"Back off. That's the only warning you get." said Billy. Suddenly, a punch blindsided Billy and knocked him to his knees. He staggered as he stood, fist raised to retaliate, but the two teens were already out the door. Billy spat and went back to his bunk.

"Hey man, you alright?" Billy just nodded as he gingerly touched the bruise. Both boys changed quietly. Slowly, the tension eased and they continued to converse back and forth for the next few hours as a couple other kids joined the room. The two teens didn't come back. Eventually, lights out was called and all the kids settled down for bed. Billy laid in his bed with his hands behind his head, staring up at the indent that Scott made.

"Hey, Scott." Billy whispered. No response. "Scott!" A grunt. "Why did you come here?"

"Because..." Scott trailed off. Billy propped himself up with his elbows as he strained to listen. "I wanted a bed. My dad got locked up and my mom's not around so… I got stuck in a foster home that was..." He didn't need to continue. Billy rolled over onto his side and peered at nothing through the darkness. "So, I was living in this condemned building on Windsor with a bunch of potheads when I heard about this place. You?"

"Judge." There was a creak and Billy saw the outline of Scott's head.

"Really?" Scott asked with a hint of worry in his voice.

"Yeah, really." Billy sighed. "It was stupid too. Apparently me sleeping in a decommissioned subway station is trespassing. I think the judge was just trying to 'help.'" Billy scoffed.

"But it's not so bad. I mean, free food. New clothes. A bed."

"Yeah, but what's the catch?" Billy snapped.

"Catch?" Scott sounded genuinely confused. "Why does there have to be a catch?"

"Because there is always a catch. If it sounds too good to be true, it probably is." Scott pulled himself upright and his head disappeared again. Billy sneered and turned towards the wall.

"Not always. My Dad always says that if you are good, good things will come to you. Seems to me like this is my good thing."

He wanted to snap at Scott. To point out that Scott's Dad was in jail or say something that would get him to just shut up. Instead, Billy just mumbled. "Whatever."

Billy awoke the next day to a pillow in the face. He scrambled away from the sudden intrusion, eyes wide open. Scott stood in front of him, already dressed. "Get up. I'm not gonna be late just cause you won't wake up." Billy looked over to the nearby clock and it read seven am.

"Dude. We've got like… an hour and a half till school. Go back to bed." Scott, unperturbed, grabbed Billy and dragged him onto the floor. "Alright, alright. I get it, I'm up." With a yawn, he followed Scott down the hall and into the bathroom. It was a standard bathroom with four stalls, four urinals, and four sinks. There was a separated section that lead to a series of curtains that Billy assumed were the showers. Cabinets lined one wall of the communal bathroom. Each one had a name tag just above the handle. Several of the cabinets already had the names of various boys scrawled in permanent marker. A basket with markers sat on the nearby sink.

Billy grabbed a marker and stood next to Scott, who had already claimed a cabinet. A few quick strokes and Billy owned the one next to Scotts. Inside the cabinet was a whole series of goodies. Toothbrush, toothpaste, floss, body soap, shampoo, a towel, and various other toiletry items were stacked inside. With one more yawn, he reached for his toothbrush and started to turn towards the sinks when Scott's frozen face caught his attention.

"Hey what..." Billy trailed off as he saw inside Scott's cabinet. The inside was covered in a brown, unmistakable paste. Nothing was clean. Billy's face grew hot and his fists clenched so hard that his nails left deep imprints in his palms. Billy began to march out of the bathroom when Scott caught his arm.

"Don't. It's not worth it." The sadness in Scott's gaze was like a needle to a balloon.

"But… but!" Billy said, deflated. With a click of his tongue, he shoved his toothbrush and paste into Scott's arms. Scott attempted to give them back, but Billy just grabbed his towel instead. "We can share, alright. I've got the shower first."

Despite having to take turns, both boys were among the first of the elementary aged kids downstairs. Most of the high schoolers and middle schoolers were already heading out the door or scarfing down the last remnants of their breakfast. Billy grabbed a bowl of cereal and a muffin while Scott reached for an orange to go with his own bowl. As they took their seats at a table, Billy examined his muffin.

"What? You afraid it's gonna bite you?" Scott jeered.

"No. I'm just wondering how long they are gonna keep this up."

"I give them a month." A middle schooler stood next to Billy and smiled. He held out his hand and added, "Lino." Billy took the offered hand and shook.

"Billy. And that's Scott. Also, ten days tops." Lino shook his head.

"No way. They gotta look good for the press. There's a few interviewing a group of kids outside."

"How much you wanna bet?" Billy said as he leaned back. Lino thought about it for a moment.

"Ten dollars."

"You're on." Billy said instantly, but Lino held up his hand.

"You've got the money right?" Billy scowled, but Scott cut in before he could snap.

"If he doesn't, I do." Lino shrugged and walked away. Billy looked over at Scott who had returned to peeling his orange. A neat swirl of peel folded away as he ran his finger over the flesh.

"You didn't have to do that." Scott just pulled loose a slice and handed it to Billy.

"Good things." Scott replied cheerfully.

If there was one nice thing about waking up so early, it was that he could actually sit back and enjoy his breakfast. Even then, Scott still insisted that they leave for school early. It was a good fifteen minute walk, but Billy didn't really see the point in being early. That was, until the reporter stopped them. Billy and Scott found themselves face to face with a black haired woman in small heels and a purple suit. Her red lips smiled at them, but her eyes were like a hawk. Her male partner was talking to another boy nearby.

"Hello," she chimed. "Lois Lane of the _Daily Planet_. Do you mind if I ask you two a few questions."

"Yes," Billy said as he pushed past her. Scott hurried after him, but not before muttering a quick apology to her.

"Hang on." Lois called as she clopped up to them. Billy sped up and Scott scurried behind him. "Wait just a-" She trailed off. Billy glanced back just long enough to make sure that she wasn't following.

They made it to school with plenty of time to spare. Billy and Scott hung out on the playground, putting the construction to the test as they clamored all over anything that was remotely climbable. By the time homeroom started, Billy had a scrape on his knee and Scott's elbow was bleeding. They collapsed into their assigned chairs and the lessons began.

Lunch time came and went without any issue. They changed classrooms and sat down to a new teacher who introduced herself as their arithmetic teacher. Billy groaned and his head flopped onto the table. He didn't even bother to take his book out. The teacher jumped right into the lesson and Billy propped his head on his hand and stared out the window.

"Billy Batson." She called. Billy glanced at her and his eyes went wide as he saw the problems scrawled onto the whiteboard. One kid was already at the board and was struggling through the question. "You are in charge of question two." Billy leaned back in his chair and placed on foot on the desk. He folded his arms across his chest and stuck his chin into the air. "Mr. Batson. Question two if you please."

"Well, I don't please." Billy replied tersely. His words sharp and loud enough for the entire class to hear. All eyes turned to him.

"Mr. Batson, question two. Now." Her voice left no room for negotiation.

"And if I say no?"

"Than you can march yourself to the principal's office." Billy slammed his hand on the desk and stood up. He glared at the teacher who returned the expression in kind. "Now." Billy stormed, not just out of the room, but out of the school. His face was like fire and his scowl could have soured unripened fruit. He stampeded towards town. Billy's pace became blinding as buildings grew denser and shops began to pop up. By the time he reached the subway entrance, his chest was heaving and sweat dripped down his back.

Billy's legs were blurs. His feet bounced down the uneven steps while his hands focused on the railing to keep himself from tumbling into the concrete. Each collision echoed down and into the earth. At the bottom he made a beeline for the ticket machines. He pounded against the screen while he imputed his destination: the station closest to his old haunt. Yet, when he went to feed the machine, it whirled and spit back every dollar without hesitation. Billy pounded his fists against the metal and the skin on his knuckles popped. Blood beaded against his pale hand before it began to run. He scowled. Billy rubbed the raw skin on his pants and forced a sigh. One more time.

Success. He had his ticket and was through the gate. A few scattered individuals trailed through the hallways and barely even glanced his way as they went on with their busy lives. The platform, however, was empty. Billy bounced on his heels as he gazed down the dark corridor, waiting for the light of the cars. The subway didn't disappoint. In just a few minutes, the car pulled to a screeching stop and the automatic doors swung open. A familiar voice drawled instructions, telling him to wait for the nonexistent passengers to exit the cars before boarding. With one more sigh, he took a seat by the rail and the doors closed.

Billy slouched quietly with his hands in his folded on his lap. "You've really outdone yourself Batson," he murmured. Was playing hookie enough to get him thrown into a correctional facility? If not, his return to the abandoned station probably was. "Whatever," he answered with a kick to the nearby poll. With a shake of his head, he turned his gaze towards the window and absentmindedly gazed into the black abyss.

"This is the last stop. Please exit the car." _What?_ Billy got to his feet. This was not the last stop. It shouldn't have been the last stop. "This is the last stop." the voice repeated.

Billy tentatively exited the car. Instead of a subway station, he found himself in a grand hall. Deep carmine tiles lined the floors and gold laced pillars held up the rocky ceiling. Blue crystal streaks crackled through the stone like lightning. To his left was a great mural. Figures were carved out of the stone. Nearly naked men and women in ancient clothing toiled beneath a glaring sun. A kingly figure with an egyptian crown had his hand extended outwards, pointing towards a half formed pyramid. A man cowered beneath his feet, with a young boy between them. The boy's hands were stretched out as if he were protecting the man. In the next scene, lighting descended onto the boy and he stood strong in its embrace. It was the pharaoh's turn to cower. The rest of the mural was broken, shattered and scattered on the floor. So Billy turned his attention to the other side of the room.

Along the right wall were seven stone statues. Each one vastly different from the others. Some tall, some short. Some fat, some thin. Beneath each one was a word: Pride, Envy, Greed, Anger, Sloth, Gluttony, and Lust. _Classy_.

On the far wall, there was a simple stone throne. Much like the ceiling, it too had the cracks of sapphire stone. Perched on the throne was a man. His body was as wrinkled as the crimson robes that he wore. His hair stretched down his neck and blended into a beard that hugged his chest. One hand propped his cheek up while the other arm cradled a golden staff. His sunken eyes bore into Billy as if they could see into his very soul.

"Holy moley..." Billy shivered. _Forget this._ He did a complete 180, only to find himself face to face with a wall. Not even a trace of the subway remained. Billy balked and stepped away as his eyes darted across the rock. "This is not happening..." He half turned back to the old man who continued to observe in silence. Billy frowned. His eyes narrowed and took a deep breath. _You got this Batson._

"So when's the next train?" The old man's expression didn't change. He simply stared and contemplated. Billy strode towards the ancient bag of bones, each step echoing through the chamber in a thousand different directions. "Who's your decorator? I'd like to never hire him. Ever." No reaction. Billy bit his lip, but continued his approach.

"Does being snide and spiteful make you happy?" asked the old man. Billy halted.

"What?" The old man waved his hands and windows of light danced around the room. They reflected images of Billy, of his life. Flickering instances of friends and acquaintances long forgotten. The image of a girl with brown ringlets in her hair giggling beneath nine candles as she unwrapped golden coins. His first foster home filled to the brim with kids who had to look after each other while the adults went of fantastic vacations without them. Him leaping off a couch with a red cape and a hand drawn S scrawled onto his shirt. The angry face of a man as he held up a bat. The stolen tent he had called home in the forgotten subway station.

Billy could only bare a momentary glance at each frame. Some he knew too well, others were almost foreign. Until he fixated on one image in particular. A man and a woman, smiling. They held out a stuffed tiger, laughing as they wiggled it. Without thinking, Billy reached out to them, only to have his finger pass through their grins. The image shifted and he saw a car crushed beneath a flood of rocks and mud. Billy shrieked and backed away.

"You hide so much pain behind your scowl." All of the images changed to show his own face. Some were red hot as he yelled, screamed, or punched darkened figures. Other windows showed him huddled in a corner, secreted away beneath his blankets, or hidden out of sight. Each one had tears. Billy could feel his own eyes water up. He furiously rubbed his eyes with his palm, stopping them before they could start.

"Yet," the old man continued, "You cannot escape your heart." Once more, the windows flashed. Billy saw Scott standing before his bathroom cubby. He saw himself give a homeless man the only change in his pocket. Pictures of his fights with older boys pulled out to show younger children with bruises on their faces. Many showed him offering his dinner to hollow cheeked children or those whom he shared foster houses with.

"What's your point grandpa?" Billy snapped. At last, the old man's expression changed. His lips turned up into a half smile and with a wave of his arm, the lights disappeared and the room turned back to normal.

"You, Billy Batson, have something special. You have shown kindness despite your own pain. You give with honest generosity despite having so little yourself. Although you are far from perfect, at the end of the day you have a good heart and a kind soul." Billy's frown deepened and he crossed his arms over his chest. He jutted his chin out and puffed himself up. "Despite, what you might want others to think." The old man added with a chuckle.

Billy's mouth flapped wordlessly several times. He had a million things to say and couldn't find the words. So, Billy defaulted. "Stalking is illegal." With a shake of his head, the old man stood. He hobbled away from his throne, moving slowly as he leaned heavily on his staff. Billy stood his ground, only to balk as the old man gently rested one wrinkled hand on his shoulder. With a grunt, the old man kneeled down so that they were eye level. Up close, Billy nearly drowned in the old man's eyes. They were like still pools, reflecting everything they saw with truth and the wisdom of a thousand lifetimes. It was suffocating.

"Billy, I ask you to be serious now and listen to my words carefully. I have a gift for you. Originally, I had hoped to wait until you were older. I wanted to know what kind of man you would grow into before bestowing this upon you. But my time is running out. Our time. So it is with great reluctance that I give this to you now."

"Why would you give me anything? Who are you?" Disbelief colored Billy's questions. Disbelief and suspicion.

"Because I have been watching you. Not just you, but a thousand other candidates. Yet, you are the only one who possess the qualities needed to become earth's mightiest mortal and take up the mantle of its protector. I am the Wizard Shazam. Speak my name and you will be bestowed with the power of the gods themselves. The wisdom of Solomon. The strength of Hercules. The stamina of Atlas. The power of Zeus. The courage of Achilles. The speed of Mercury."

Billy pulled away from the Wizard, shrugging the old man's hand off his shoulders. "Hang on. Gods? Let's just say for one second I believe you. Which I don't." Billy huffed as he tried to gaze at anywhere other than at the Wizard. "Look, I'm not gonna pretend I paid attention in English class or anything, but I did watch Disney. Hercules and Achilles are only demigods. Plus, I've never even heard of you." He jutted a finger at the Wizard.

"Fiction often mirrors reality, but it is the details where they diverge." Billy gave Shazam an incredulous look.

"What? Like a cosmic game of Telephone? This is nuts. You're nuts. I'm outta here." Billy tossed his hands into the air and turned away, although he wasn't exactly sure where he was planning to go. But instead of rock he found himself facing a flight of stairs. Balking, Billy whirled around to find a subway platform behind him. There was no evidence of the throne room or the Wizard. His breath caught and he felt a sinking feeling in his stomach. A piercing sound clawed at his brain. Billy clapped his hands over his ears. Yet the screech persisted until he heard the old man's voice echo inside his mind. " _When you are in need of help, speak my name."_

Quiet returned. Billy rubbed his ears and stood up. "Yeah. Right…"

It was two days before anyone from the home found him. Billy thought it would be a cop or a social worker. He hadn't expected Lino. The older boy took each step lazily, taking his sweet time. Billy watched his progress from a bench. Neither said a word.

Lino plopped down on the bench next to Billy and the rusted metal creaked in complaint. Neither of them minded it. Silence stretched between them for what felt like an eternity until Lino softly shattered it.

"Couple o' kids got picked up by fosters." Billy said nothing. "Not just the younger boys. Older ones too… Cops are asking after you. Not the social workers though. Kinda odd but-"

"Why are you here?"

"Because I promised Scott." Billy straightened and stared at Lino. "He got picked up yesterday. Some older couple. But he made me promise to find you."

Billy looked away again and his gaze fell to his feet. Silence returned for a few awkward minutes. Finally, Lino rose to his feet and held out a hand towards Billy. "C'mon. It's pizza night." Billy let his wrist fall into Lino's palm and limply followed the older boy back to the home. None of the staff said anything as they returned and Billy was handed a slice without a second glance. All of his stuff remained where he had left it. His name was still scrawled on his box. But the one next to his had a fresh label. Billy's gaze wavered as he stared at the white sheet and a stone formed in the pit of his stomach. He returned to his room and discovered that the bed above his was neatly made and cold. Two more boys were adopted the next morning.

Billy found himself waking up at seven despite himself. He joined Lino for breakfast and picked at his food in sullen silence until the older boy left for school. The dining room was mostly empty. The seats waited for the next group of kids to arrive. Billy tapped his spoon on his half filled bowl before leaving it there. He shoved his hands in his pockets and trudged out the door. Only to find the reporter waiting for him.

"Where's your friend?" She asked.

"Gone."

With that, Billy turned on his heels and went back inside. But not before he heard her mutter, "You have no idea." The doors shut behind him, but Billy couldn't help but look back. Of course, all he saw was wood. He hurried out to the back door and hopped the fence. He landed in the alley and crept towards the front of the building. When the reporters came into view he ducked behind the garbage bin. And so, he waited.

They continued to try and interview the other boys until one of the employees chased them away. Billy knelt in the shadows and watched the reporters pass by him without a second glance. He counted to ten and then stepped out into the street.

"I don't know Clark. I can't help but wonder if maybe we are wrong about this." She mused as they walked. The man, Clark, peered at her through his glasses with more than a hint of distaste in his expression.

"You know as well as I do that's not the case."

"But we have no evidence! Heck, as far as I can tell, these homes are actually doing some good." Clark stared at her for a moment and she stopped to glare back at him. Billy ducked into another alley and strained his ears. "What?"

"Lex Luthor doesn't do anything out of the kindness of his heart. You know that. I know that."

"Then tell me Clark, what's the angle? What does he get out of building a bunch of homes for orphans? How does finding them families help him?" There was a sigh.

"I… I haven't figured that out yet."

Billy leaned his head against the wall, knocking the back a few times as he tried to think. He bit his lip and his nails slid painfully across the stone. Billy pushed himself away from the building and made his way to the nearby park. A creeping sense of dread curled into the pit of his stomach and like a stone, sat. Waiting. Growing with each passing minute and lingering step. The hours ticked by until finally, he couldn't take it anymore. Billy rose from his seat in the swings and strode back to the halfway house where he found the first staff member he could.

She was one of the day workers. A tall woman with a hooked nose and neck too long for her body. She cupped a stack of papers in her hand as she strode towards the offices. Billy fell in step with her, but she didn't seem to acknowledge his presence. Billy cleared his throat. Nothing.

"Excuse me." She halted.

"Can I help you?" Her smile and cheery tone were so forced that they made artificial light seem natural.

"Yeah. I want to call one of my friends. Scott. Scott Cooper."

"So call him." she responded tersely and began to walk again. Billy took a couple quick steps to catch up to her, cutting her off. Her heels clicked to a halt. She had stopped smiling.

"Thing is, he got adopted."

"Well, good for him." She tried to walk around him, but Billy shifted to block her path.

"Yeah, well, I don't know the number for his new foster family. Where do I get it?"

"That is none of your concern young man." Billy's face twisted in disgust. He despised being called that. Yet, his distaste only seemed to make her puff up. "The halfway home is not at liberty to disclose such information to young men like yourself. If your friend did not give you his number than perhaps he did not want you to talk to him. Have you thought of that?" She knocked Billy aside with her hand and shuffled past him. Billy stuck his tongue out at her back.

 _Fine,_ he thought. _I'll get it myself._

Once the clock struck two-thirty, the older boys started filing back into the halfway house. Finding two willing conspirators was easy. He ended up trading away his Victor Stone uniform shirt, but it was well worth it. Billy made his way to the office. It was a rather spacious room, filled with various desks, each with its own computer. File cabinets lined one wall and a photocopier sat next to them. A few medium sized windows let light into the otherwise stagnant room. A large man sat behind one of the desks. He looked up at Billy and stood with the same forced smile all adults seemed to have.

"Can I help you?"

"Yeah. See, there is this after school program I want to join, but it requires a signature from my parent or guardian." Billy lied. "So, I was wondering who I had to talk too about that."

"No problem. You-"

 _Crash._ Shouts came from the hallway as the sound of chaos erupted. _Right on time,_ Billy thought.

"Stay right here," said the clerk and he was out the door, shouting at the boys who could be heard recklessly fighting not far away. Billy jumped into action. He headed straight for the cabinets. Each one was labeled and well organized. Within seconds, Billy had located Scott's file and yanked the papers from the folder. He tucked the whole thing under his shirt and snuck out the door. A ring of boys sat at one end of the hallway. Between them, Billy could see his two new friends duking it out as a couple of adults tried to separate them. One of the fighting boys, a redhead with a scar on his cheek, spotted Billy through the crowd. Billy nodded and the redhead allowed the staff to end the fight. But by that time, Billy was already well on his way down the other end of the hallway.

He took the file and made his way to the nearby coffee shop. It was crowded with local teens and overtired adults who worked steadily on their laptops or nursed tall cups of iced coffee. Billy settled into a seat in the back where he placed the file on the small table before him. The file wasn't very large, but it wasn't exactly a light read either. The first page had Scotts face plastered right at the top. It listed everything. Not just his name and date of birth, but his previous homes and school records. Billy flipped through the sheets until he found newly printed adoption papers. Adopted? Not fostered?

The Miles family had made Scott their newest member. According to the sheet, they lived in the suburbs of Fawcett. At least a twenty minute car ride and much, much longer by bus. But the paperwork also listed their contact information. Billy glanced up and looked around the shop. Two women sat a few tables down and talked merrily to each other.

"That's wonderful Linda!" Said the first woman. She was slightly heavy-set, but her clothing labeled her as a middle class woman. Her auburn hair draped neatly down her shoulders and she was gaily patting her friend's hand in congratulations. Linda, a shorter woman with dark skin, was positively beaming.

"Riley screamed when I told her she was going to be a big sister. Casey, will you be the godmother again?"

'"You don't even have to ask."

With a roll of his eyes, Billy stood and quickly flattened his hair. He strode over to the two women with his hands clasped behind his back and put on the best angel face he could conjure. "Excuse me." Both women glanced up at him. "Um, can I borrow a phone? Mine died and I need to call my mother."

"Of course," said Linda and she quickly dove into her purse. She produced a smart phone and unlocked it before handing it to Billy. "Take your time dear."

"Thank you!" Billy replied and went back to his table. Sliding into the seat, he punched in the number and let it ring. On the fifth ring, there was an answer.

"Hello?" A man.

"Is this Mr. Miles?"

"It is. Who is this?" Billy sat upright in his chair and smiled, despite knowing that his "good kid" face had no effect over the phone.

"Hi, my name's Billy. I'm a friend of Scott's. Can I talk to him?"

"Sorry," he replied just a little too quickly. "Scott is at school right now." Billy looked up at the cafe clock. 3:15.

"He should be home soon right?" There was a pause.

"No, he won't be home for a while. He has football practice. But I can take a message for you if you'd like."

"Yeah, sure. Just let him know that I called and he should call me back at the home."

"Alright. Will do. Goodbye." _Click._ Billy stared at the phone and tried to ignore the stone in his stomach. He handed the phone back to the women with a quick thank you. Once he was back at the home, Billy scribbled the phone number onto a sheet of paper and returned the file that night. But not without getting caught by the janitor on his way out and being told off for sneaking around. Billy took the scolding without complaint and went back to bed.

Over the next few days, he went to school as he was supposed to and every day, he tried again. Billy once called at nine o'clock, only to be told that Scott was "unavailable." For a kid that just got adopted, Scott was suspiciously busy. The conversation that he had overheard from the reporters kept echoing in the back of his mind. Like a broken record, it fed the rock that caused his stomach to sink further and further.

Billy found himself lying awake at night as paranoia and imagination lustfully twisted together until his waking dreams were filled with horrors. He tossed and turned. Trying to get the fanciful images out of his head. But every time he tried to rationalize the situation, it quickly snowballed out of control. It wasn't long before Billy found himself sneaking back into the office. One of the younger boys was more than happy to pretend to have a meltdown in the hallway for him. Once again, Billy found himself racing against the clock as he pulled random files from the adopted and fostered sections. He scribbled down half a dozen phone numbers, names, and addresses.

Billy hastily shoved the files back into the drawers. He started to leave when a paper caught his eye. Or rather, the name on the paper: Sivana Industries. Billy glanced nervously at the door. Shuddering sobs erupted from the other side. Damn, that kid was good. Billy turned his attention back to the paper. It was a memo. From the Sivana Industries Genetics Research and Development group no less. Billy snatched the page and shoved it into his pocket before quietly slipping out the door.

Instead of heading to the coffee shop, Billy made his way to the school. It was after hours, but the library and its phones were still open. His first stop was the phone. It was an old dial phone with a pay slot that had been rendered useless. Billy dialed the first number and scanned the name he had written down. It rang three times and then a woman picked up the phone.

"Anders residence."

"Hi," Billy replied cheerfully. "I was wondering if I could speak to… Alex."

"Who is this?"

"I'm a friend from the halfway home."

"Oh," she replied without any hint of emotion. "I'm sorry, but he's busy. I'll let him know you called. Take care now." _Click._

Billy frowned at the receiver. "Well, goodbye to you too." He tried the next number with the same result. And the next. They all had the same story. None of the boys were "available," but their new guardian would be sure to let them know he had called. Billy slammed the phone onto the hook and marched towards the library.

The library wasn't very large. Unlike typical libraries, this one had half of its books sectioned off by reading level. The other half were non-fiction books and were ordered in the usual manner. A row of old computers lined the right wall while the front left corner was devoted to the Librarian. He sat behind the desk, his glasses sitting on the bridge of his nose as he typed away at the keyboard. Of course, he glanced up the second Billy entered the room.

"It's after school son. I'm sorry, but the library is closed." He said apologetically. Billy shuffled over to his desk.

"I have a research project that I need to work on."

"You'll have to come back tomorrow."

"But," Billy replied in a heartbroken tone. "It's due in three days!"

"I'm sorry. But you can't use the library after school unless you have a note from your teacher. You'll have to make due with your parents computer until tomorrow." Billy ducked his head and let a crocodile tear fall down his cheek.

"I don't have parents… and the orphanage doesn't have computers."

"Oh..." The Library glanced at the door and made a quick sweep of the room. "Alright. But just for today. Tomorrow you'll need a note." Billy nodded as he wiped away the tear. He thanked the Librarian and made his way to a computer out of the man's sight. With one quick yank, he pulled out the paper and slid into the chair. Billy scanned the memo, his eyes flicking over the message.

It was a list of four names and what looked like test results. Glucose level, vitamin B12. folic acid, hemoglobin, etc. Each word had an associated number. At the bottom of the page was a set of dietary instructions. Different kinds of foods and drinks that should be offered during meal times. The last line caught Billy's eye.

 _Subjects tests should be within the normal standard deviations by the end of the month._

What was that supposed to mean? Billy placed the paper down and woke up the computer. He dove into the internet, tying in 'Sivana Industries Genetics Research and Development' into the google bar. A list of articles sprang onto the page and Billy began to sift through them. Most of them went over his head. It was mainly research papers. At the very top of the page was a link to the official company website. A few of the links were news articles mentioned metahuman genome research or some new gene therapy that the company had developed. Many spoke of Sivana's involvement in the opening of the Halfway Homes.

Billy spent the next couple of hours sifting through as much as he could handle. By the time his stomach began to growl, his brain was thoroughly fried. Billy's head thunked against the keyboard and he let out a groan. The screen flashed and he found himself staring at the Sivana website again. Billy sighed. Resigning himself to a fruitless day, he lifted his head and copied down the building's address before he shut the computer down. He gave the Librarian one more thanks as he headed out the door and lumbered back to the halfway house. He didn't sleep a wink that night.

Dark bags lingered under Billy's eyes the next day and like a good little boy, he slept through all of his classes. Not that his teachers protested. At least he was _in_ school. Heck, he even managed to get a library pass from one of the teachers. The words "catching up" acted almost like magic.

Google and google street view were quickly becoming Billy's best friends. Even though his hacking skills were absolutely nonexistent, he was at least able to figure out parts of the Sivana Industries building. By stitching the pictures together, he carefully drew a crude map of the outside and a few of the inside rooms. Of course, his map was mostly composed of guesswork and question marks. But at least he had figured out his plan of attack. The back, employee entrance seemed to have a camera on it. But the front was open to the public. Billy had it all planned out.

"Just gotta walk into the door and claim I'm waiting for my dad. Then after a few minutes, ask for the restroom and bam! I'm in. Too easy." Billy leaned back and gave his diagram a cocky grin. He packed up his things and tossed the Librarian a hasty thank you before heading home. His head was high and he practically skipped all the way back to the halfway home.

Billy made it two steps inside the home before he was cut off by one of the staff members. It was the same woman from before. The one he had asked about Scott. She still wore the same false smile and a file was cradled in her arms. Billy balked when he caught a glimpse of his own name behind her hand.

"Welcome back, Billy." She chimed. "We have a pair of guests today who would very much like to meet you." She beckoned towards the hallway with the staff room. There was something in her gaze that made him hesitate. So she put her hand on his back and began to steer him towards the office. "Don't be shy now. Today is your lucky day!"

They entered the office and there was a man and a woman sitting in a pair of chairs before one of the desks. They both looked to be in their early thirties. The man had dark hair and an easy smile as he sat in his business suit. The woman next to him wore a tight blond braid that she had wrapped into a bun at the base of her neck. She wore an expensive looking suit as well with a pair of flats on her feet. Her own smile seemed to mimic her, what Billy could only assume to be, husband. A third, empty chair was placed next to them. The staff woman pushed Billy into the empty chair and took her own seat behind the desk.

"Billy," she said with a wave of her hand. "This is Mr. and Mrs. Maller."

"We've heard so much about you Billy." said Mrs. Maller. Billy raised an eyebrow.

"How?" Both of the Mallers laughed.

"Well, your profile for a start. And Ms. Schlecht here told us the rest." replied Mr. Maller. "So-" he placed his hand on his wife's and they both looked at each other lovingly for a moment. Billy suddenly felt the urge to vomit.

"We'd like you to be a part of our family. What do you say?" Mrs. Maller finished.

"I think this would be a great match for you Billy." Ms. Schlecht added, not giving Billy a even a second to reply. "They have a large, luxurious home in the suburbs with a big yard and an excellent private school nearby. There is a forest with a small park that you can go explore and play in. Not to mention that your friend Scott lives very close to them. Just a simple car ride away." Billy's heart skipped a beat. Both of the Mallers were nodding and smiling sweetly at him.

For the next half hour, he was simply talked to. Never allowed to get a word out. All he could do was nod as they bounced from one sentence to the next. One moment, they were talking about themselves and how much he'd love to live with them and the next papers were being signed and they were talking about transferring him to some pompous private school. He didn't have time to argue.

After a whirlwind of papers, Billy found himself being swept out of the office with all of his things, meager as they were, already packed for him. He was stuffed inside the back of a minivan and off he was with his new foster parents to the Fawcett suburbs. Billy felt excited, horror struck, and terrified all at the same time. It was all he could do to just sit numbly in the backseat, doing his best to ignore the rock in his stomach, as they drove through the city streets. His thoughts kept going back to Scott.

"Oh Billy," Mr. Maller called to him from the front seat. "I hope you don't mind, but I have to stop by my work before we head home. It will only take a few minutes." Billy could only nod as a knot tightened in his chest.

Five minutes later, and the car slowed to a crawl while it passed by a familiar looking building. Tall, proud letters stretched across the roof with the words: Sivana Industries Genetics Research and Development. Billy's jaw dropped as they pulled into the parking garage. Oh man, talk about luck! He didn't even have to lie now for his plan to work. Billy was practically patting himself on the back as Mr. Maller parked the car.

"Wait here," he said and climbed out the driver's door. Mrs. Maller climbed out of her own door, but Billy was too lost in thought to hear her door close. Or his own open. The next thing he knew, she was smiling broadly at him.

"Night, night." She cooed. Before he could react, she slammed his head against the driver's seat and the world went black.


	2. Issue 2

Disclaimer: all characters and locations are owned by DC. This is part 2 of 2

* * *

Billy's eyes fluttered, catching glimpses of the parking lot ceiling. He let out a groan as pain ricocheted through his skull. Something cold and hard was pressed against his face and the soft hiss of cool air filled his lungs. The vague sensation of hands on his body dissipated as he slipped once more into unconsciousness.

The world seemed to shudder and it felt like the floor beneath him was vibrating. His head was pounding. It was as if an entire circus full of musclemen was hammering away at the inside of his skull. His body felt like it had suddenly increased in weight a thousand fold. A soft hum of an engine greeted him as his eyes slid open. Darkness greeted him. He blinked again, trying to reach over to rub his eyes. He felt the pull of restraints as rope dug into his wrists and his shoulders screamed from the awkward angle. Billy's heart jumped and he started to hyperventilate. Billy gave his feet a quick tug and they easily pulled apart.

"Well… that's a start." He murmured. With a quick kick and a twist, Billy managed to right himself so that he was sitting. The metal floor beneath him was vibrating and if he squinted, he could make out four corners. Suddenly, there was a high pitched shriek of metal and Billy lurched sideways. He toppled.

With a groan, Billy once again pulled himself to a sitting position. He carefully scuttled across the floor until he reached the wall of the truck. Billy propped himself gently against it for support as he began to work on moving his hands from behind his back. He wiggled and jerked, folding his body as best he could. It took every ounce of flexibility he had, but he managed to get his bound hands under his rear. From there, they easily slid to beneath his knees and out from under his feet.

Billy leaned back against the wall, panting heavily as the truck bounced along the road. He tried to focus on his breathing. To keep it slow and controlled. He failed. With every inhale his breath quickened and he could feel panic claw at his chest. Cold sweat rolled down his face and the world swirled slightly. His imagination began to run wild again.

The sound of muffled voices behind him nearly stopped his heart. Billy froze. His eyes wide and his breath still. Seconds passed and nothing changed. Billy glanced tentatively behind him. He bit his lip. Screwing up his courage, Billy pushed his ear against the wall.

"-nd of sorry for the kid." A man.

"Don't. It's not going to help." Another man, this one far more gruff than the first. "We just need to do as we are told."

"Still, it's too bad the lab wouldn't take him."

"They only want kids with the metagene. If he's with us, he's not anymore special than you or I."

"Yeah, but aren't scientists supposed to have like, a control or something? You know, like a bunch of normal kids to balance out the freaks?"

"Don't be thick. Why would they need a normal kid in a freak factory? It ain't an experiment."

"Too bad. If he hadn't been snooping-"

"Just shut up and drive. We're almost there."

Billy certainly didn't have to wait long. Soon enough, the truck's brakes screeched as it slid to a halt. He heard the muffled slam of doors and the rustle of metal as the men fiddled with a lock of some sort. Then the wall across from him, or more accurately, the doors, squeaked open. Light spilled in and Billy had to shut his eyes when it blinded him. He heard the click of boots as one of the men climbed into the truck bed. A thick hand wrapped around his arm and forcefully hauled him to his feet. Billy stumbled, but the man's grip kept him from falling.

They were parked in the middle of a forest. The truck was pulled off onto an expanded emergency shoulder, its hazard lights blinking. The road itself was little more than a one lane, glorified highway. It twisted behind the trees in both direction and on either side of the empty road there was nothing but forests. Essentially, they were alone.

"Walk," said the gruff man. He was large with an overbearing build. His thick, mean face was covered in a full beard and mustache, and he was wearing long sleeves and jeans despite the heat. The other man, the one who had waited while Billy was hauled out, was smaller in build. His face was rounder, younger. But he too sported a full beard, long sleeves, and jeans. Both of them had guns.

He had no choice. Billy moved as he was told. The road quickly disappeared and they were completely swallowed by wilderness. The three of them marched for what felt like hours. The gruff man before Billy and the young man behind him. Each step he took was filled with dread as a million questions raced through his mind. Finally, they stopped in a clearing. Billy's blood ran cold. In the middle of the clearing was a pre-prepared hole. Deep and long. A shovel stood against a nearby tree. Ready and waiting. There was a click.

"Sorry kid." Billy found himself staring down the barrel of the gruff man's gun. He could hear the young man move slightly so that he was out of the way. "Got anything you want to say first?" Billy's lips trembled. No, his whole body shook. Each breath felt like it became jammed in his throat and he could barely think.

This was it. This can't be it. He couldn't let this be it. Scott! Scott was still missing. All of the other boys too. Probably the girls from the other halfway house in Fawcett. He should have called the reporters. Should have told them everything. Billy felt heat rising to his face as tears threatened to fall. _Think. Think Billy, think._

" _When you are in need of help, speak my name."_ The Wizard's voice was like an echo in his ears.

Billy squeezed his eyes shut and desperately screamed. "SHAZAM!"

From out of nowhere a crack of lightning flew to the earth and engulfed Billy. It was like fire was flowing through his veins. But the feeling was gone in an instant. He opened his eyes and it was as if the world had shrunk slightly. Everything seemed smaller. The men, who were on the ground, no longer seemed as large or imposing. The tops of the trees were a little bit closer. Even the hole no longer felt like it could swallow him whole.

Dust settled around around him and the ground beneath him was charred. What's more, his shoes were gone. Or more accurately, replaced. Instead of wearing sneakers, his feet were covered in golden boots with three silver stripes on the calves that looked like they'd easily fit an adult's foot better than his. Except, they didn't _feel_ too big. If anything, they felt like the perfect size.

Billy's jaw drapped. His legs were no longer his legs. Instead of his scrawny ten-year-old sticks, he was being supported by a pair of thick, muscled tree trunks stuffed into tight crimson cloth. He wore a golden belt that sported a silver disk in the middle. His chest and arms were also covered in a similar crimson cloth that clung to his now much larger, and heavily muscled body. Both of his wrists sported golden bracers that traveled halfway up his forearm with the same silver stripes as his boots. Hanging from his shoulders was a long, hooded cape made of a pristine white cloth that was lined on all sides with gold and strapped to his shoulders with silver disks. Finally, in center of his chests was a golden triangle that sported a wide, silver lightning bolt.

Billy gaped at himself. In a fraction of a second he had aged about fifteen years and looked like a bodybuilder. Billy pulled at the skin tight cloth incredulously, as if it might all magically disappear just as suddenly.

A series of groans on the ground caught Billy's attention. The gruff man was down for the count. But his younger friend was getting to his feet. The young man's eyes went wide. His face paled and he quickly pulled out his gun. Billy threw up his hands to cover his face as the gun went off with a crack. The bullet just bounced off his chest. It felt as if someone had thrown a pebble at him.

Both Billy and the young man were gaping. Billy tentatively reached up and rubbed the spot where he had been shot. No hole. No blood. Just a tingle. Billy glanced up only to face a series of bullets flying at him. They all bounced harmlessly off of him. Within seconds the young man's gun was clicking, bulletless. He squeaked and threw the gun to the floor, turning tail to run.

"Hey-" Billy shouted, only to choke at the very end. It was deeper than his normal voice. "Weird," he mumbled. Billy clenched his fists and yelled "Get back here!" He took off. His feet pounded against the forest floor and he managed to catch the young man in an impossibly short time. He grabbed the young man by the collar and yanked, hard. The young men fell back as if he were a domino, crashing into the ground with a pained gasp. "Sorry..." Billy said without thinking.

"No wait!" He corrected. "I'm not sorry. You tried to kill me!" The young man squeaked and threw his hands up over his face as he cowered beneath Billy.

"I'm sorry," he pleaded. "I'm sorry. I'm sorry. Please!" Billy grabbed him by his shirt and easily lifted him off the ground. His face was screwed up in anger as he glared at the young man. Billy raised his fist and the man gave another pathetic squeak. Billy scowled, but he let the young man drop.

"I can't drive. So you're gonna take me back to Fawcett. Got it?" The young man nodded furiously. Billy turned and grabbed the unconscious gruff man, ignoring the man's gun on the ground a few feet away. He hoisted the guy over his shoulders like a bag of seed and they made their way back to the truck. Once there, Billy tossed the gruff man inside the back and locked the door. He pointed to the front and glared at the young man, who cowered and scrambled into the driver's seat.

Billy walked around to the other side and the engine roared to life. The truck leapt forward and sped away. "Hey!" Billy began to run after the truck, but he had gotten only a few steps before the truck had turned around and was barreling straight towards him. "Uh-oh."

In seconds the truck was nearly on Billy and he leapt as far as he could out of the way. The truck sped by him, its brakes screeching as it came around for another pass. Billy tried to run, only to find his feet weren't actually touching the ground. "I can fly?" The wheels on the truck squealed and Billy launched into the air as sparks of vibrant blue electricity erupted from his body. "I can fly!" he whooped. The cape rippled in the air behind him as he twisted towards the truck, which was now making a hasty getaway.

"Let's see what else I can do." Billy easily caught up to the truck and he overtook it without even breaking a sweat. "Alley-oop." he cried as he came crashing down onto the nose. The metal buckled like paper beneath his feet and the truck flipped. Billy smiled at it skidded to a halt, completely upside down with the wheels still spinning.

Billy was grinning like a kid in a candy shop as he floated towards the driver's door. He went to open it and ended up pulling the whole thing off its hinges. "Didn't mean to do that… still way cool." He chuckled to himself as he pulled out the half-conscious driver. "Guess I don't need your help after all. So this time, let me give you the ride." Billy threw him over his shoulder and made his way to the back end to collect the brute. With one man in each arm, Billy took to the air.

The ground peeled away and the forest became nothing but tree crowns flashing beneath him. In the distance he could see the skyscrapers of Fawcett City, glimmering as the day turned to twilight. To Billy, it was the most beautiful thing in the world. "This is a view reserved for heroes..." he breathed.

The sun was below the horizon by the time he reached the city limits and street lamps flickered to life. Windows glowed in the dim as the city readied itself for the night. Billy flew towards the nearest police station, landing gently at its front door. With both men in arms, he paraded into the station and deposited them at the clerk's desk.

"I have some bad guys for you." he declared to the open mouthed cop. The cop cleared his throat and tried to compose himself.

"What do you mean, bad guys?"

"Well… you know. Bad guys." Billy stumbled. The clerk didn't seem convinced. "They tried to murder me." That got the clerk's attention. He picked up the phone and dialed a quick number. "Officer Hopps. I've got two for booking and a witness's statement for you to take." If the officer replied, Billy didn't hear it.

Less than a minute later, a female officer strode in with two more officers behind her. One male, and one female. She approached Billy with an intrigued eye as her two partners went over to the men and slapped cuffs on them.

"Officer Hopps," she said. "And you are?"

"Aahh..." Billy scratched his head and tried not to look surprised when he found that his hair was noticeably shorter, as if he had been given a close cut. "Uh… I'm the new superhero in town. Just, getting my first bad guys to you for… justice and stuff." He wanted to kick himself.

"I can see that." She said, looking less than amused. "But what is your name?"

"Oh well, I can't tell you that. Secret Identity and all that. So..."

"Alright. Do you have another name I can address you by?"

"A name..." Billy was sweating. He glanced around frantically as he tried to come up with something. "Yeah, of course I have a name. It's ah, um- Captain ah, Captain Marvel." Officer Hopps raised an eyebrow.

"Captain Marvel?"

"Yes. That's me. The Cap. I'm Captain Marvel."

"Right..." She said as she turned. "Well, if you would follow me, I'll take your statement at my desk." Billy followed her inside, giving one last cursory glance at the two men who were being handcuffed and led away. The inside of the police station was a lot like the office at the halfway home. It was littered with desks and files. The only difference that it was filled with cops instead of office goons. That and all of the officers were staring at him in various states of disbelief and suspicion.

"So, can you tell me in detail what happened?" Billy opened his mouth to answer and very quickly realized the truth was not going to fly. At all.

"Uh… well… see. I was flying over the forest, the one that is east of here and like, half an hour by air. Probably longer by car. Anyways, I was flying and I saw these guys parked by the side of the road in this big truck. And I thought that, since I'm definitely a hero, I should go see if I can help them." Officer Hopps was jotting down notes while her phone displayed a timer for a recorder. Billy gulped, and continued. "So, like I said, I was flying over and then I saw them take this kid out from the back of the truck. And his hands were tied up and everything."

So I followed them. Because that was like, super suspicious and all. They marched this kid through the woods and took him to a clearing where they had already dug a grave and everything. Then they put a gun to his head. So, because I'm a hero and that's what heroes do, I jumped in front and saved the kid. Then they tried to shoot ME! But, turns out, I'm bulletproof!"

"You didn't know this before?" She said with a raised eyebrow.

"Well..." Billy replied, backpedaling. "I, mean, I knew that. Of course I knew that. I know my own powers." He coughed. There was a good part of him that would have rather gotten into another fight than stay under her piercing gaze for a moment longer. "Like I said, bulletproof and it didn't hurt. Then these guys tried to get away. They tried to drive off in their truck and I may have… crushed the front and _accidentally_ flipped it." She just stared at him. "Right...well, I pulled these guys out and brought them to you guys."

"And what about the boy?"

"The-the boy? Oh right, the boy… I took him home." Officer Hopps shook her head and pinched the bridge of her nose.

"Did you ask him for his name?"

"No."

"What is his address?"

"I uh, don't remember." Now she looked pissed.

"So let me see if I have this right. You found a parked vehicle on the side of the road and when you got closer you saw the two men you brought in, one half-conscious and one unconscious, were taking a male child into the woods so they could kill him. That is when you stepped in to save the child and when they shot at you. Afterwords, they attempted to flee by vehicle. Upon which you decided-"

"Accidentally." Billy interrupted.

"...Accidentally crashed their vehicle and carried both men and the child all the way back to the city. Whereupon, you dropped the child off at his home and then brought both men into our custody. Is that correct?"

"Um… Yes?" The look she gave him was so poisonous that he instantly sat up straight and barked, "Yes, Ma'am. Officer."

She kept him there for quite a while, grilling him on all the details of his story as the two men Billy had brought in were processed, charged, and hauled into the back where he assumed they would be held. By the time she was done with him, Billy was mentally exhausted. He trudged out of the police station and stretched. That's when it dawned on him. He had nowhere to go back to. All of his stuff was gone. Stolen by his "foster parents." Not to mention the fact that he had no idea how to change back into his normal self.

Billy paced outside the station for a bit, before he shrugged and made his way back to his old haunt. Although this time, all he had to do was fly to the station instead of taking the train. Sure enough, his abandoned station was just as he had left it. Decrepit and falling apart. Of course, he didn't have his sleeping bag and tent. But it was warm enough that it wasn't too bad. Uncomfortable for sure, but not horrible.

He made his way to the softest spot of tile he could find and picked the least bumpy rock for his pillow. Leaning back, Billy stared up at the ceiling as he tried to comprehend the events of the past few days. It was like something out of a dream and a nightmare. His friend was missing. Probably taken by Sivana Industries. The foster parents and the halfway house were all in on it. All the fosters and adoptive parents he had called likely told the company about his snooping. He had overheard the two thugs earlier talk about a metagene and he knew that Sivana was researching metahumans. So… did that mean that Scott and the other kids all had this metagene? There was a small voice inside of him that said yes.

Billy rolled over as he tried to puzzle it all out. He closed his eyes. He was way over his head with this one. He needed help. The reporters from earlier came to mind. They suspected something was happening and might know more about it than he did. With their insight and his new powers… maybe he could save Scott and the others. No. He had to save them. Whatever Sivana Industries wanted with them, it wasn't good. Especially if they were willing to kill a kid to protect their secrets.

What about his powers? So far, he'd been lucky. The right ones manifested at just the right times and he was lucky enough to be able to control them by will alone. But Billy had no way of knowing how long his luck would last. What could he do? What were his limits? Did he even have limits? The Wizard did say the power of the gods after all. Most importantly, how could he change back. A thousand and one questions flowed into his head and only the Wizard could answer them.

"I really, really need your help Shazam." The same feeling of fire returned and lighting erupted from the ceiling and struck him. Billy was frozen. His breath held tight as the charred ground beneath him smoked.

Slowly, he relaxed and exhaled. Billy sat up, unharmed and back to his ten-year-old self. His head creaked towards the ceiling. It was intact. No hole. No damage. Bewildered, Billy got to his feet as his gaze was locked above him.

"Ah… Shazam?" Nothing. He tried one more time, focusing on the Wizard. He took a deep breath, and tried again. "Shazam!" Lighting stuck his body and once again, he was an adult in his red outfit and cape. Billy whistled. "So that's how it works."

He spent the next few hours trying things out. Through a series of trial and error, he at least managed to figure out that he could summon lightning from his own body and use it as a weapon. He was impossibly strong and incredibly fast. The longer he toyed with his newfound power, the more he seemed to know. Without really being able to explain it, he seemed to just know how to control the lightning. How to shape it into various bolts, bursts, and fields. Once he figured something out, he could do it without a single problem. It was incredible.

Before he realized it, sunlight was trickling into the subway station. Not only had he been practicing all night after his first venture as a superhero; but he wasn't tired, hungry, or thirsty.

"This… is actually kind of scary," he said to himself. "Cool. But scary."

Billy didn't bother going to school that day. There was no point. He had "transferred" and the Sivana goons were probably on the lookout for him. So, it was off to… where was the _Daily Planet_ located?

Billy let out a groan as he turned back into his ten-year-old self and headed for the coffee shop. It was a good thing too, because his stomach rumbled loudly as he walked through the door. He shoved his hands into his pockets, only to be rewarded with lint. Billy frowned at his empty hand and heaved a sigh. At least smartphones were plentiful these days.

Once more, Billy found someone who looked gullible to hand over their phone to him for a short time. After a quick google search, he not only found the address to the _Daily Planet_ (some random street in Metropolis) but directions to the headquarters. The exact directions weren't that important, but at least he understood the general direction. After returning the phone to its owner, Billy skulked out of the shop with his grumbling belly and headed to the nearest alley to change.

Captain Marvel erupted from the alley and shot skyward. To his surprise, not only did he remember the directions from the phone, he was able to recall every detail with perfect clarity. Captain Marvel chuckled to himself as he sped off towards Metropolis. A rush of excitement filled his veins and he couldn't help but guffaw as he looped and twirled through the clouds while his cape snapped wildly behind him. His joy from his newfound freedom was only amplified by his anticipation for the city. It wasn't just his first time visiting Metropolis, it was the first time he was visiting another city.

It was a while before he finally reached the city, but he saw it long before he was within its limits. Fawcett had its fair share of skyscrapers, but they were nothing compared to the ones in Metropolis. Not only were the buildings taller, they seemed to fill every street corner in the city center. Plus the Metropolis could have easily held four Fawcetts. Once he got inside the city center, his jaw dropped. Everything was clean, so pristine. Millions of people scuttled beneath him as cars crawled through the streets, honking at the traffic. It even smelled different. Sweeter.

Thoughts of the _Daily Planet_ vanished from Captain Marvel's mind as he soared above the city. He angled himself slightly and made an easy descent into the heart of the skyscrapers. It was like flying through a forest of mighty trees. They surrounded him. Out of the corner of his eye, he caught a glimpse of himself in the windows. Captain Marvel slowed to a halt and hovered midair. There were a couple people inside who gaped at him, cellphones recording, as he stared at his own reflection. Captain Marvel's gaze lingered on his face. On the familiar wide jaw and boxed chin. On his long nose that was straight as an arrow and thin lips below it. His bushy brows and short, combed back hair. He looked just like the man in his earliest memories. Just like his father.

Captain Marvel drifted closer to the window and his fingers pressed softly against the glass as he locked his gaze with his own reflection. His lips were turned down, but his eyes remained stubbornly dry, unwilling to diminish the picture before him. Then the movement behind the glass pulled his attention away from his own reflection. A security guard had shown up and the people inside were pointing at him. Captain Marvel balked. Their faces weren't excited. If anything they looked scared or suspicious. He couldn't believe it. Why would they be scared of him? He was a hero! Or well, trying to be anyways.

 _Focus, Billy. Don't forget the mission._ Captain Marvel flew above the skyscrapers once more and hovered, turning slowey. There! One of the towers, while not nearly as tall as its neighbors, stood out like a sore thumb. Sitting atop the building was a gigantic golden globe with chiseled continents decorating the surface. A large metallic ring encircled the entire globe and the words, _The Daily Planet_ , stretched across its entirety.

A figure rose from behind the globe, his arms crossed over his great chest and his piercing blue eyes completely fixated on Captain Marvel. Everything about the man was instantly recognizable. From his blue suit that fit him like a glove, to the red trunks and crimson flowing cape, to the great red S on a yellow field that stood proudly on his chest, and his crimson, knee high boots. The Man of Steel. The living legend and (in Billy's opinion) the greatest superhero of them all. Superman.

"Wow." Captain Marvel breathed as Superman flew closer. Superman's expression was less than amused but Captain Marvel could barely contain his excitement. "Oh my gosh, I can't believe it. It's you. It's really you! It's- it's truly an honor and-wow-I've got to tell you, I'm a huge fan. I mean what kind of person isn't?"

"Oh." Superman replied with more than a little surprise. His entire demeanor changed. Superman's arms relaxed slightly and his intense glare became a look of curiosity. "Thanks. I guess. Mind telling me what you're doing here?"

"Oh yeah. No problem." Captain Marvel replied instantly, still completely star struck. "How did you know I was here?"

"You're all over social media." Superman gestured to the ground and the people who were gathering below them. If Captain Marvel squinted, he could see that a good portion of them had their cellphones out.

"Am I on the news? Cool." Superman cleared his throat and Captain Marvel gave him a sheepish look. "Right. Well, I was actually hoping to talk to a reporter from _The Daily Planet_. I have a friend who's in trouble and I think she might know something that could help me save him."

"What kind of trouble?"

"I'm not sure. But I know he and a bunch of the other boy's from the halfway house are missing. I can't contact them or anything. And yesterday they tried to-"

"Hold up." interrupted Superman. "Halfway house? As in one of Lex' Luthor's Halfway Houses?"

"That's it!" Captain Marvel exclaimed. "You know about it?"

"I've had my suspicions."

"Great! Well, I mean, it's not great but it's great that you… yeah… I'm just going to stop talking now." Captain Marvel blushed, inwardly kicking himself for fumbling in front of THE Superman. _Get it together._

"No, don't stop. I'd like you to tell me everything you know." Superman said sternly. Captain Marvel nodded.

"Yeah, sure. Just one sec. There's a reporter, or really two but I only know the one's name. Lois Lane from the _Daily Planet._ " He had overheard Lois call her partner Clark, but he didn't know his last name or if he even worked for the same paper.

There was another flash of surprise on Superman's face and he held his chin, thinking. "Lois… I'm familiar with her. She's helped me crack a few cases before. We'll meet you over there," he pointed to a nearby skyscraper with a flat roof. Captain Marvel nodded ecstatically and the two parted. Captain Marvel flew over to the roof and landed gently on the turf.

"Oh. My. Gosh!" He exclaimed to himself. "This is big. No, this is huge! I'm going to be working with THE Superman. I can't believe this! Somebody pinch me, I must be dreaming." Captain Marvel reached up and pinched himself on the cheek. Hard. "Nope, not dreaming." He rubbed his cheek and started to pace, practicing what he would say to them over and over again.

He didn't have to wait too long. Superman flew over with Lois in his arms. Captain Marvel stood up straight and tried to look as adult as possible when they landed. Lois ran up to him with as much ferocity as she had the first time. Her sharp gaze seemed to examine every inch of him and he squirmed. She smirked and stuck her hand out to him.

"Lois Lane of the _Daily Planet_. I heard you had some questions for me. And of course, I have several for you Mr...?"

"Captain Marvel," he replied and shook her hand. She took it back and rubbed her knuckles.

"That's quite a grip. You could give flyboy here a run for his money." Captain Marvel gave her an apologetic look and Superman only raised an eyebrow. "So, I hear you have some information about the Halfway Houses in Fawcett?" Captain Marvel nodded and launched into an explanation of what he had learned, being exceedingly careful to not give away how he found all of this out. Of course, he recounted his run in with the murderous thugs just as he did with the police. Lois and Superman listened patiently. Although that didn't stop Lois from recording every word he spoke.

When Captain Marvel was done, Lois was naturally the first to speak. "You said metagene. As in metahumans? People with powers?"

"I think so," Captain Marvel replied. "They took blood samples from all of the kids from the halfway house. It could have been a screening to see who possessed the metagene." Lois nodded.

"Can't say I'm that surprised." Added Superman. "Lex has been trying to find something to use against me since I first started. He's tried using other metahumans before, but they were all crooks."

"But what could he want with a bunch of kids? Even if they are metahumans?" asked Captain Marvel.

"It's probably _because_ they are kids that he wants them." said Lois. "Kids are easier to control than crooks and he could easily brainwash them into working for him. Put some powers into their hands and give them a couple years and Lex will have his own army of loyal metas."

"Now the only question is, where are they being held?" Clark asked.

"Sivana Industries has an entire branch devoted to genetics research. They even have a special building in Fawcett. I figured that was the first place I'd look." Captain Marvel mused, his voice rising slightly with worry. Superman just tucked his chin into his fingers. Lois was nodding.

"I'd have to agree," she said. "From what I can tell, that building is drawing a lot more power than it should be. The power drain also spiked only a month or two before the halfway houses first opened."

"Then it's decided. Captain Marvel and I will head to Fawcett and rescue those kids."

"I'll see what I can do from here."

Captain Marvel waited for Superman to take Lois back to work and then together, they set off for Fawcett. It would have been a dream come true if he wasn't trying to save Scott. They arrived at Fawcett as the sun was setting. Superman and Captain Marvel landed silently on a roof across the street from the Sivana genetics labs.

"So, what's the plan? We could go to the back door and take it off. Or do we go through a window?" Captain Marvel contemplated aloud. He glanced at Superman who was staring intently at the building. "Ah… Superman?"

"We'll go through the sewers."

"The what?!" he exclaimed. Captain Marvel stared at Superman, hoping against all hope that he was joking.

"One of the pipes runs next to the basement. We can get in through there."

"How do you know that?"

"X-ray vision." Superman took off and headed down the street.

"You have x-ray vision?" If it weren't for the prospects of a trip into Fawcett's underbelly, that would have really impressed Captain Marvel. Instead, he frowned with deep disdain. Reluctantly, Captain Marvel followed.

The streets were mostly empty. Only one or two cars passed below them as they made their way to the nearest manhole. The streets lights were already alight as the last rays of sunlight dipped below the horizon. Night quickly engulfed the city.

Superman was the first to the manhole, and he easily pulled it away from the concrete. He held the cover up and gestured politely for Captain Marvel to go first. Captain Marvel deftly flew into the hole and Superman was quick to follow, letting the cover simply fall back into place. The sparks of lightning that flickered around Captain Marvel's body helped to illuminate the tunnel, but just barely.

The sewer reaked. It was as if something had taken a dump and died. Water, or so he hoped, flowed beneath him and the curved walls oozed. Captain Marvel occasionally spotted a floating lump in the dim light and did his best not to let his eyes linger on the shapes. He didn't want to know. So he did the next best thing, he followed Superman.

Superman seemed to have no problem figuring out where they were going. He took every turn with confidence and seemed to know the route by heart. In reality, he could probably just see the correct path. Either way, Superman led Captain Marvel through the sewers before he suddenly stopped. Captain Marvel managed to pull himself to a halt just in time to narrowly avoid a collision. He went to open his mouth, but stopped. Superman pulled his arm back and- BAM! The wall crumbled.

The hole opened up into a laboratory of some kind. The lights were off. Large machines lined one wall and another was covered in pods. Each pod had a monitor next to it that beeped in a soft rhythm. The middle of the lab contained benches and tables with several state-of-the-art computers. On the far side, was the one and only door. Captain Marvel stepped onto the tiled floor and his steps echoed. He looked around nervously. Superman was quickly to follow and the first to go into the center of the room.

Captain Marvel walked over to the pods and at his touch, the first screen jumped to life. A girl's picture flashed in the upper right hand corner of the screen. Her auburn hair and ringlets draped down her shoulder as she stared at him with a blank expression. Below her picture was a series of numbers and lines. Vital signs.

"Superman!" Captain Marvel hissed. "This is it! They're in here." There were at least a dozen identical pods. Superman slid next to Billy and nodded.

"They aren't the only ones. The room across the hall also has kids. But that seems to be about it."

"Alright. You take care of these guys and I'll go get the rest." Captain Marvel turned to leave, but Superman caught him by the arm. There was a look of concern in his eyes that made Captain Marvel pause.

"Do you think you can handle that?"

"Of course I can. After all, I'm a hero." Superman let go of his arm, but the look of concern remained. Superman reluctantly turned to the nearest pod. There was a crunch of metal as Superman began to tear the first pod door off.

Captain Marvel exited the lab and found himself in a long, well lit hallway. There were several doors on either side and both ends split into different hallways. The plate on the door across from him was labeled "Subject room 2." Looking back, he could see a similar plate that labeled the first lab "Subject room 1." A card reader was on the left side of each door, both with a small indicator that was glowing red. Captain Marvel stepped over and tried the door. The handle barely moved. He glanced back at the lab and could hear the sounds of breaking metal echoing from the inside.

"No," Captain Marvel said with a shake of his head. "I got this." Taking a deep breath, he held his hand up to the reader. Blue lightning shot out from his palm and the card reader sparked. A soft click emanated from the door. This time, it opened.

The new lab was just like the old lab. It was filled with pods, tables, and computers. Captain Marvel made his way over to the first pod and tapped on the pad. It showed a picture of an older boy. The first five pods had a mixture of boys and girls. After checking the screens, Captain Marvel removed the pod doors just like Superman had. All of the kids were bleary eyed and more than a little confused. Captain Marvel recognized a few of the boys from the home, but all of the girls were unfamiliar to him. He helped them climb down from their prisons and they either sat or leaned against a table, comforting one another as he worked on freeing the others.

It was the fifth pod that made his heart jump. Captain Marvel tapped on the panel and Scott's face appeared on the screen. He felt his heart pound in his chest and he nearly ripped the pod off the wall as he threw the door off. Scott slept soundly inside, his face shrunken slightly, but otherwise intact. Captain Marvel heaved a sigh of relief. Scott's eyes fluttered open and he glanced up at Captain Marvel with the same confusion that was mirrored by the other kids.

"Scott!" Captain Marvel exclaimed. Scott glanced around and his confusion only grew deeper.

"Who?" For a moment, Captain Marvel thought they had done something to Scott's brain. It took him a few seconds to remember he wasn't Billy Batson anymore.

"Oh, right. I'm Captain Marvel." He said as he extended his hand out to Scott. Scott hesitated, but took hold of Captain Marvel's hand. He gently helped Scott out of the pod. "Don't worry, you're all safe now." A few smiles appeared.

Captain Marvel turned to the rest of the pods and quickly freed the other kids. But as he was pulling the last kid out of the pod, the sound of thunder rumbled through the hallway. Captain Marvel stepped towards the door and it burst open. The kids screamed. A squad of heavily armored guards flooded the hallway. Half of them were pouring into the room across the hall. The other half were taking aim at Captain Marvel.

A flurry of bullets erupted from the guns. Most bounced off of his chest as a few poorly aimed shots flew past him. Captain Marvel surged forward with a thunderous cry as blue lightning erupted from his fist. One punch and the first goon was down. A second punch sent the second guard flying into a third. A fourth goon threw his gun down and yanked a knife from his vest. He sped forward. Captain Marvel caught his arm and WHAM! Another one down.

Superman burst through the crowd from the other side, tossing guards left and right with ease. With the both of them together, they quickly finished off the rest.

"You alright?" asked Superman.

"Yeah. The kids?"

"They were already in the sewer when the guards showed up. I told them to go on ahead." Captain Marvel blushed slightly. So Superman didn't think he could have handled it on his own.

"Thanks..." he said dryly. "But we're ok here." Captain Marvel turned around and saw a series of faces slowly pulled out from the safety of the desks. He also saw three kids on the floor. One was Scott.

Captain Marvel's eyes went wide. He rushed over to Scott. Scott's shirt was stained dark red in several spots. A pool of blood had formed around his torso and his eyes stared blankly up at the ceiling.

"Scott..." Captain Marvel's voice cracked. His hands shook as he gingerly touched his friends chest. "Scott?" He pushed slightly. "Wake up. I-it's time to go. C-c'mon. We-we've got to go. Scott. Scott!" Tears were streaming down his face as he roughly shook Scott. Scott's head listed to the side and his blank eyes stared at Captain Marvel.

A hand rested on Captain Marvel's shoulder and Superman spoke softly, "We don't have time for this. We have to get the other kids to safety. I'll take-"

"No," Captain Marvel interrupted. "I'll take him." Superman nodded.

"Alright, I'll get the others." Superman moved to take the other two bodies, shouldering them as he instructed the remaining kids to head towards the sewer. Captain Marvel scooped up Scott's body, hugging it close to his chest as tears continued to stream down his face. He could hear the sound of more footsteps approaching as he stood. With a sniff, Captain Marvel followed the rest. Angry shouts erupted behind him as he stepped into the lab. Superman closed the door behind him and moved one of the pods in front of the door. Together they stepped into the sewers.

Superman flew ahead of the children, directing them back towards the manhole. Meanwhile, Captain Marvel trudged silently through the water at the back. He felt numb. The tears on his face had dried. Scott's body was light in his arms. He barely even registered it. The girl with auburn ringlets kept glancing back at him. She looked like she wanted to say something. But in the end, she stayed as quiet as the rest. No one talked.

They reached the manhole cover without any further incident. One by one, Captain Marvel and Superman lifted the kids out of the sewer. The sound of sirens broke the silence and the kids had started to chatter nervously among themselves. They could see a host of cop cars, ambulances, and even a swat car parked several blocks down, just outside the Sivana Genetics lab.

"Good job, Lois." Superman said. "Everyone, follow me." The ground made their way towards the crowd of policemen. Many had taken notice and had walked over to greet them. It became a blur of activity as the police took custody of the children and called over the EMTs. Superman laid his two burdens on the stretchers provided. When one was brought over to Captain Marvel, he only clutched Scott tighter.

Superman walked over to Captain Marvel. There was pity in his gaze. He touched Captain Marvel on the shoulder before reaching down to grab Scott. For a moment, Captain Marvel refused to let go.

"It's time." With one more gentle tug, Superman took Scott's body from Captain Marvel and deposited it on the offered stretcher. "Can I talk to you?" Captain Marvel silently nodded and they flew to the nearby roof.

There was this weight on his chest. His tongue felt like lead. Even though no tears fell from his eyes, he could still feel the streaks on his cheeks burn. His hands tingled and when Captain Marvel looked down, all he saw was glistening red. Superman stood by his side, his arms folded over his chest as they watched the crowd below. The children were being cared for and looked after. There was a parade of cops and people in cuffs being marched out of the building.

"Those kids are safe because of you." started Superman. "But three kids also died because of you." Captain Marvel couldn't even bear to look at Superman. He couldn't look at anything other than the top floor of the building where its name was scrawled in giant letters.

"You made a mistake," Superman continued. "And when we make mistakes, people die. That is an inescapable fact. It is also an inescapable certainty. In the end… we all make mistakes. All we can do is try our best to limit the damage we do."

"I..." Captain Marvel's lip quivered. "I've always idolized you. And when I got my powers, I thought… I thought that I could finally be you. But… I didn't think… I didn't realize… I just… I just wanted to save my best friend." Tears began to stream down his face again. "I'm not a hero. I'm just an idiot who got his best friend killed." Superman looked long and hard at Captain Marvel. Finally, he clapped one hand on Captain Marvel's shoulder and gave it a soft squeeze.

"You are a hero. And next time, you will do better." With that, Superman returned to the ground and joined the police to help round up the last of the goons inside. Captain Marvel kept his gaze fixated on the building. His eyes lingered on Sivana's name. The longer he stared, the angrier he got. With a sniff, he wiped away his tears with the back of his hand. He cast one last glare at the building and then took off, heading for the heart of the city.

Everyone knew of the Sivana Industries headquarters. It was easily the highest skyscraper at the very heart of the city, with the company name etched boldly into the front of the building. Built in the brutalist style, the skyscraper was as ugly as the man who owned it. The cylindrical top floor was a shining line of windows that acted as a penthouse for Dr. Sivana. And Captain Marvel was heading straight for it.

The glass shattered as Captain Marvel burst into the room. Streaks of sapphire lightning flung from his body, spurned on by his rage, and shattered every nearby window. A few stray bolts caught the lights and they went out in a shower of sparks. The lingering tendrils of lightning that emanated from Captain Marvel made him glow eerily in the gloom. His wrathful gaze scanned the dark penthouse until they rested on a figure crouching behind a couch.

Dr. Sivana lingered behind the safety of the furnishings. His hands trembled as they gripped the leather back. "W-who are you? Ho-how dare you come here! Do you know who I am?"

"Yes." Captain Marvel's voice was like fire and ice. He strode forward and his footsteps echoed. Dr. Sivana shrieked and backed away, tumbling over a coffee table in the process.

"Stay away! I'm warning you. My men are on their way!" Dr. Sivana pressed himself against the back wall as Captain Marvel advanced. "What is it? Money? Is that what you want?"

Captain Marvel slammed his fist into the wall next to Sivana's head. The plaster cracked easily beneath his knuckles. "Keep your money." With his other hand, he grabbed hold of Sivana's throat and began to squeeze. Dr. Sivana's eyes bulged. He scratched uselessly at Captain Marvel's hand. It wasn't enough.

Captain Marvel pulled Sivana away from the wall, only to slam him into the frame. He heard a crack and Sivana writhed in silent agony. Hissing, Captain Marvel tossed Dr. Sivana to the floor. The old man collapsed. He gingerly clutched his bruised throat as he coughed and sputtered. "It's your fault." said Captain Marvel.

Dr. Sivana's head shot up and his hand went into the air. "Please! No. I didn't do anything!"

"Didn't do anything?" Captain Marvel roared. "How about the kids you took from the halfway homes!? The tests you had performed on them? Scott died because of you!" Captain Marvel grabbed Sivana and hoisted him off his feet. His fist pulled back. Sivana shut his eyes.

Captain Marvel's fist stopped a mere inch from Dr. Sivana's nose, caught in Superman's grasp. The man-of-steel glared at Captain Marvel with righteous fury.

"Let. Him. Go."

"No!" Captain Marvel roared. "It's his fault. It's all his fault! He doesn't deserve to live and I'll take him to hell myself if I have too!"

Superman grabbed hold of Captain Marvel's other hand and twisted it painfully. Dr. Sivana slipped from his grasp and fell to the floor. Captain Marvel cried out in pain. "Stand down." Superman ordered.

Captain Marvel grit his teeth and locked his own hands around Superman's wrists. Lightning skirted down his arms and encased Superman. Superman screamed. The Man of Steel fell to his knees. Captain Marvel let his wrists go and turned his attention back to Dr. Sivana, who had been trying to crawl away as best he could. But Captain Marvel didn't get very far. His cape was wrenched backwards and he stumbled right into Superman's speeding fist. Stars blazed in Captain Marvel's vision as he staggered. Another punch came and Captain Marvel was sprawled flat on the floor.

"Think about what you're doing Marvel. You told me that when you got your powers you didn't even think twice about becoming a hero. This isn't you. I know you blame yourself for that boy. And from what I can tell, you thought of him as a friend. But you need to stop acting like a child. We are supposed to bring justice to the world, not vengeance. I don't want to hurt you. But I will if you refuse to stand down. So… What's it going to be?"

Captain Marvel looked up at Superman, at the disappointment in his eyes. He turned his gaze towards Dr. Sivana, who was whimpering and shaking on the floor. Captain Marvel's breath began to quicken and his chest heaved. Tears flowed down his cheeks. He sat up and buried his face in his hands.

"Oh- oh thank you Superman for stopping that maniac." sniveled Dr. Sivana as he clumsily attempted to get to his feet. Superman turned around, took hold of Sivana's arm, and hoisted him upright. But he didn't let go. Dr. Sivana balked and gave Superman a startled look.

"I think the police might like a word with you." Dr. Sivana went pale. Superman walked over to the edge of the room with Sivana, but stopped and turned back to Captain Marvel. "I don't want to see you here when I get back." With that, he took Sivana away. All Captain Marvel could do was helplessly watch him go.

He wasn't sure how he had gotten there, or when he had changed back to Billy. But Billy found himself standing at the entrance to 52 Windsor Road. It was there, just as Scott had said. The old building had yellow tape across the front door and a sign stating that it was condemned. Graffiti tagged the walls and garbage littered the sidewalk. The windows were boarded up and the front door locked. But one of the windows in the back had been shattered and the wooden boards shoddily removed. A ratty towel was draped over the bottom of the window, presumably to protect the squatters hands. Billy hoisted himself through the window.

Someone was passed out in the hallway. He reeked of alcohol and filth. But his chest moved slowly with each sleepy breath. Billy picked his way past the guy and made his way upstairs. Some of the doors were shut, a couple others open. Those that were open had squatters who peered at Billy as he made his way down through the house. Through one of the open doors, he could hear a television broadcasting the news. There was a reporter who recited the events of the previous night and listed the names of the children who died. Then Lex Luthor's snake-like voice cut into the conversation. Billy paused to listen.

"As I said before Ms. Lane. Dr. Sivana's reprehensible actions came as a complete surprise." Luthor said. "When he initially came to me with the proposal, I had no idea that he intended to harm those children."

Billy clutched the edge of his shirt and as he forcefully subdued an explosive mixture of rage and grief. A woman had sauntered out one of the rooms at the end of the hallway. She was dressed in rags and her hair was crudely brushed away from her face. Her eyes were tired, but her expression was soft. She watched Billy with neither pity nor anger. Billy looked to her and she gave a small smile.

"Anything free?" He asked. She nodded to the close door across from hers.

"It belonged to a boy about your age not to long ago. You can have it, but… don't you have anywhere else to go?" Billy shook his head. "Alright. My name's Gemma. If you have anything you need, just let me know. Alright neighbor?" She gave Billy a wink. Billy just nodded before heading into his new room.

There was an old mattress sprawled on the far side of the room. The top was covered in dust and stains. One large tear ran the length of the bed and moth holes peppered the sheet. Other than the bed, the room had no furniture. There was a kitchen area, but the oven had been removed and the cabinets were mostly empty. A rusty knife and chipped plate sat in one of the drawers. There was a closet, but it too was empty. The apartment also had its own bathroom, but the toilet seat was cracked and the bowl drained. A bucket with brown water sat nearby in a square that looked like it once contained a shower.

Billy looked around the room and he could almost see Scott moving through the apartment. He sniffed and rubbed his nose with the back of his hand. Turning to the drawer, he grabbed the knife and made his way to the back wall. Billy plunged the knife into the plaster and began to drag it through the paint. When he was done, he stepped back to examine his handiwork.

 _Scott Cooper. Miles Oakley. Hanna Owens. August 21st._

Epilogue:

The air was suffocating. The heat, debilitating. Smoke filled the room. The high pitched screech of the fire alarm raged endlessly in his ears. Jason's eyes watered and his throat burned with every breath. He crawled along the floor, feeling his way through the top floor apartment. He tried to think, tried to orient himself. If he could just get to the hallway. If he could just move.

Flames licked at the walls and there was a sickening creak above him. Jason felt his heart skip a beat and he threw his arms over his head. The ceiling collapsed and flaming debris fell all around him. _Is this really how I die?_ He thought. But he remained unharmed.

Jason dared to glance up and saw the outline of a man towering over him. Suddenly, he was in the man's arms and twenty feet above the burning complex. The air cleared and a rush of wind cooled his face. Then they were on the ground. The man let Jason regain his feet and smiled warmly at him. He was dressed in a red outfit with a silver lightning bolt embroidered his chest and a white cape hung from his shoulders.

"Captain Marvel..."

"Call me Shazam. You alright?" He asked. Jason's eyes went wide. He nodded with his mouth gaping open. Shazam ruffled his hair before taking the skies once more. Jason craned his neck to watch the hero go as an EMT tried to get his attention.


End file.
